“Plasticut”,”The Company”, “we”, “us”, or “our” refers to Hacto Dion Nominees P/L trading as Plasticut (ACN 006 052 259). “The Purchaser” Customer”, “you”, or “your” shall mean the individual, partnership or corporation to whom credit may be granted. “Goods” shall mean Goods supplied by the Company to the Purchaser (and where the context so permits shall include any supply of services).
“Guarantor” shall mean the person(s) or entity who agrees to be liable for and indemnify all monies owing by the Purchaser to the Company.
ACCEPTANCE OF CONTRACT
All orders are bound by the Terms & Conditions of Sale.
Should you submit an order to us, the Terms & Conditions of Sale will be deemed accepted by you upon receipt of that order by us. The Terms & Conditions of Sale shall be a continuing agreement, and shall apply to the exclusion of all others, including your terms and conditions (whether on your form or otherwise). You acknowledge that these Terms & Conditions of Sale embody the whole agreement between the parties and agrees to be bound. This document also serves as notice that these terms and conditions shall without further notice apply to all future transactions between the Company and the Purchaser whether or not this document is delivered or executed in the course of such transactions.by them.
We reserve the right to delay or reject a trade credit application at our sole discretion.
We may suspend or terminate credit, or cancel any order, at any time without notice at our sole discretion. In the event of contract termination, you will remain liable to repay any outstanding monies owing.
CHANGES TO THE CONTRACT
From time to time we may update or amend these Terms & Conditions of Sale.
It is your responsibility to ensure you are aware of the Terms & Conditions of Sale in force at the time of ordering.
Updates or amendments we make to the Terms & Conditions of Sale will be published on our website.
Upon written request, you may obtain a copy of the current Terms & Conditions of Sale contract from us, or via our website.
QUOTES & ORDERS
Unless otherwise stated quotations will remain valid for thirty 30 days from the date appearing on the face of the quotation after which date they are subject to alteration or withdrawal without notice. A quotation by the Company shall not be deemed to be an offer to sell. Any modification agreed verbally will be effective only after confirmation by the Company in writing.
CUSTOMER PURCHASE ORDER FORMS
We will not be bound by any terms or conditions appearing on your purchase order forms or elsewhere.
Where you submit a purchase order form, we will endeavour to interpret the form and supply correct goods. We shall not be held liable in any way for supplying incorrect goods as a result of unclear, erroneous or incomplete purchase order forms. Under these circumstances, you will be solely responsible for any and all costs associated with rectifying the order.
SPECIFICATIONS AND WORKING DOCUMENTATION
If the Purchaser’s order refers to a Specification or Working Documentation then: The Purchaser represents and warrants to the Supplier that any such Specification or Working Documentation does not and any goods produced by the Supplier pursuant to such Specification or Working Documentation will not breach or infringe upon the rights or property of any third party including, without limitation, patent, design, copyright or other intellectual property rights and the Purchaser indemnifies the Supplier and must hold it harmless from and against any loss, damage, liability or cost suffered or incurred by the Supplier arising out of a breach by the Purchaser of the representations and warranties made by the Purchaser pursuant to this clause or otherwise; The Purchaser releases the Supplier from and waives any rights or causes of action it may at any time have had against the Supplier but for this release in relation to any fault or defect in any goods made pursuant to the Purchaser’s Specification or Working documentation arising, whether directly or indirectly, out of the terms of the Specification or Working Documentation provided by the Purchaser to the Supplier. The Purchaser indemnifies the Supplier and must hold it harmless from and against any loss, damage, liability or cost suffered or incurred by the Supplier attributable, whether directly or indirectly, to the terms of any Specification or Working Documentation provided by the Purchaser to the Supplier.
Unless otherwise stated on a quotation, goods will be supplied by the Supplier within the tolerances in regard to quantity, weight, dimension and chemical composition as specified in the relevant order or, if not specified, as is consistent with usual industry practice. Where the total quantity (mass, weight, length etc.) of any item supplied includes a fraction of a unit, the Purchaser must pay for that fraction on a pro-rata basis.
All prices quoted by us in any form are understood to be correct at the time of supply, but are subject to change without notice. We will not be liable to you for any change in price, and may supply orders based on the price in force at the time of supply.
Unless otherwise specified all prices are quoted ex GST , ex-factory and are expressed in Australian currency.
If any charge, duty or impost of any kind not chargeable or applicable at the date of the quotation is imposed or becomes payable or applicable on or in respect of the Goods or the transportation export or import thereof by or under legislation, regulation or governmental action or other matter whatsoever, beyond the Company’s control, it will be added to the Purchaser’s account and (to the extent to which it is paid or borne by the Company) be recoverable accordingly.
If the Purchaser subsequently directs that delivery be spread over more lots at different times or to different addresses from those specified in the original order, then each such delivery will be deemed to be a separate quantity and a novation of the original contract and may be priced accordingly. The Purchaser will be liable for any additional charges incurred by the Company in so doing.
The Company will make all reasonable efforts to have the Goods available to the Purchaser ex-factory on the date(s) agreed between the parties as the delivery date(s), but the Company is under no liability whatsoever should delivery not be made by the period stated. Any delivery date specified is an estimate and approximate only. The Company accepts no responsibility for any delay in transit from point of manufacture to final point of delivery.
If, upon taking delivery or collection of the Goods, the Purchaser or his agent signs a receipt for the Goods which states that the said Goods were received in good order and condition or words to that effect, and the Goods are later found to have been damaged in transit, or part of the Goods are found to be missing, and the signing of the said receipt thereby prejudices a possible claim by the Company or the Purchaser against a third party, the Company shall be free from all liabilities with respect to the loss or damage for which the Company does not recover from the third party.
Unless otherwise agreed in writing Plasticut will not provide insurance coverage for the goods upon delivery of the goods to the Purchaser or his agent or to a carrier commissioned by the Purchaser.
The Company accepts no liability where delivery within any time agreed is prevented or hindered by reason of delays in manufacture or transportation arising from any of the following causes or being in any way incidental: Acts of god, wars, insurrection or internal disturbances, fires, floods or accidents, breakdowns of plant or machinery, unavailability of or delays in shipping or other transport strikes or lockouts of workmen, shortages or other default by suppliers of fuel, power or raw material, priority for supplies claimed by the Federal or State Governments of the Commonwealth of Australia or any overseas government, or any unforeseen happenings or events beyond the Company’s control. In the event of any occurrence coming within the scope of the aforementioned, then:
(a) any delays in manufacture or transportation shall not give rise to any cause of action by the Purchaser against the Company;
(b) during the period such delay continues the Company and the Purchaser shall each have the option to suspend or cancel any subsequent obligations or balance of obligations provided that-
(i) written notice shall be given by the party exercising such option;
(ii) on any such suspension or cancellation by the Purchaser any Goods appropriated by the Company whether partly or fully processed at the time of such occurrence shall be accepted by the Purchaser if delivered by the Company; and
(iii) in the case of cancellation any sums paid by the Purchaser in respect of Goods subject to the cancellation and not subsequently delivered by the Company pursuant to
(ii) above shall be refunded by the Company.
(c) the Purchaser shall not be entitled to cancel unless its interest in the delivery has seriously suffered or has been totally impaired by the delay;
(d) the Purchaser shall accept and pay for the rates agreed upon any part of the Goods which the Company has delivered or which the Company in its absolute discretion is able to deliver.
TERMS OF PAYMENT
Terms of payment are cash, credit card, EFT banking transfers, COD unless a credit facility has been approved by the Supplier. If credit is satisfactorily established, terms are strictly net 30 days from the end of the month during which the invoice was issued, unless otherwise agreed to by the Supplier in writing.
If the Purchaser defaults in payment of any invoice when due, the Purchaser shall indemnify the Company from and against all the Company’s loss and damage in respect of any recovery action including without limitation all solicitors’ fees (on an indemnity basis), commercial agents’ commission, bank fees, freight, insurance, loss of profit and interest.
Without prejudice to any other remedies the Company may have, if at any time the Purchaser is in breach of any obligation (including those relating to payment), the Company may suspend or terminate the supply of Goods to the Purchaser and any of its other obligations under these terms and conditions. The Company will not be liable to the Purchaser for any loss or damage the Purchaser suffers because the Company exercised its rights under this clause.
In addition to any right of lien or other security to which the Company may be entitled by law, the Company shall in the event of the Purchaser’s insolvency, be entitled to a general lien on all Goods of the Purchaser’s in the Company’s possession, even if such Goods or some of them may have been paid for, against any outstanding amount for these or any other Goods sold and delivered by the Company to the Purchaser, under this or any other contract.
If the Purchaser defaults in any payment or commits any act of insolvency, the Company may, without prejudice to its own rights, suspend further deliveries, require payment in advance for all such deliveries, or terminate any contract forthwith, by written notice to the Purchaser.
LATE PAYMENT CHARGE
In the event that an invoice is not settled by the due date specified, we may charge you an additional late-payment fee, at our discretion. The Purchaser shall, in addition to that amount, pay interest at the rate of 2.5% per calendar month above the Australia and New Zealand Banking Group Limited Base Lending Rate, calculated from the time such amount falls due until it is received in full by the Company, and that amount shall remain payable to us. The late-payment charge applied shall not influence or diminish any other provisions set out in this agreement.
Orders placed with us cannot be subsequently cancelled without our written approval. In the event that we accept cancellation of an order, we shall be entitled (at our discretion) to charge a reasonable fee for any work done on your behalf to the date of the cancellation; including a fee for the processing and acceptance of your order and request for cancellation.
RETENTION OF TITLE
Title to any goods sold by us to you shall not pass to you until you have paid for the goods in full, and all other monies outstanding under any other sales are also paid in full. Risk of loss / damage to the goods passes to you upon despatch of the goods by us. Until payment of the full purchase price, or of all monies outstanding, you are to insure the items or goods against all risk.
Where the Purchaser has supplied a sample, template or other item belonging to the Purchaser for reference to by the Company, then the Company will not be liable to the Purchaser for any loss or damage to the sample, template or other item that is not caused by the negligence on the part of the Company, its officers, employees or agents.
WARRANTY & CLAIMS
Any claim by the Purchaser arising out of the Contract must be made in writing no later than 14 days after delivery of the Goods. The Purchaser shall bear the cost of return of the product to our premises for any claim evaluation and it is at our discretion if the goods are to be repaired or replaced.
The Supplier has the right at any time within 14 days after receipt of the claim to inspect the relevant Goods. If the Purchaser disposes of any of the Goods within the 14 day period, except with the written consent of the Supplier, all claims in respect of the Goods disposed of are deemed to have been waived by the Purchaser.
RECOVERY OF GOODS
In the event that you:
a. fail to pay for the goods as and when due,
b. breach any of the conditions of the Terms & Conditions of Sale,
c. commit an act of bankruptcy (or become bankrupt),
d. have a receiver appointed to you,
e. are placed into liquidation,
f. enter into a scheme of arrangement with your creditors,
g. have execution issued against your property, and the execution is returned unsatisfied, or
h. are insolvent,
We may retake possession of any of its items or goods which have been supplied to you and for which payment has not been received by us. We may enter any premises belonging to- or occupied by- you for the purpose of retaking possession of goods, and you hereby grant unobstructed rights of entry to us for this purpose. You indemnify us, and our servants, agents, representatives and employees in relation to any loss, expense, travel, legal fees, disbursement, costs, or damage occurring as a result of retaking possession of said goods.
ADVICE & SUITABILITY FOR END USE
Any advice, recommendation, information, assistance or service provided by the Company in relation to Goods sold by it or their use or application, is given in good faith. However, any advice, recommendation, information, assistance or service provided by the Company in relation to any Goods supplied by the Company is provided without liability or responsibility on the part of the Company. The Company also makes no express or implied warranty or statement and expressly negates any implied or expressed condition, other than as may be imposed by statue enforced in the Commonwealth of Australia, that the Goods will be suitable for a particular purpose or end use for which the Purchaser may use them. The Purchaser accepts all risk and responsibility for consequences arising from the use of Goods, whether singly or in combination with other products. The Company will not be liable for any claims for consequential damages or otherwise.
SALE BY SAMPLE
Where a contract is entered into conditional on the Purchaser’s approval of a sample provided by the Company, the Company gives no undertaking, express or implied, that the Goods supplied will be exactly the same as the sample, although every effort will be made to supply Goods similar to the sample. The Purchaser is not discharged from its obligations if the Goods are found not to be precisely the same as the sample.
I/We agree to indemnify the Company and keep it indemnified from and against all losses, damages, costs, charges and expenses of any kind which the Company may incur because of or arising out of the failure by the Purchaser to pay any monies which are due and payable to the Company or because in or before any liquidation, bankruptcy or insolvency of the Purchaser an amount is paid to the Company which it is subsequently obliged to pay out on the ground that payment of the amount to it was a preference. If the Purchaser is in liquidation or is bankrupt, the Guarantor is not entitled to prove in the liquidation or bankruptcy in competition with the Company to diminish any dividend or payment which but for the Guarantor(s) proof the Company would be entitled to receive in the liquidation or bankruptcy or to assert any right of subrogation or indemnity in respect of any monies paid by the Guarantor to the Company hereunder until the Company has actually received 100 per cent in the dollar in respect of all monies due. If the Guarantor(s) fails to comply with their obligations then the Guarantor shall, in addition to all monies owing by the Purchaser will also be liable to pay interest on all outstanding amounts at the rate of 2.5% per calendar month above the Australia and New Zealand Banking Group Limited Base Lending Rate, calculated from the time such amount falls due until it is received in full by the Company. I/We declare that in consideration of the Company having agreed to or agreeing to sell Goods or to extend credit to the Purchaser, the Purchaser and/or the Guarantor(s) jointly and severally charge (as beneficial owners) all freehold and leasehold interest in land and in any assets that the Purchaser and/or Guarantor(s) now have or during the course of this agreement acquire. The Purchaser and/or Guarantor(s) consent to the Company lodging a caveat or caveats noting its interest pursuant to such charge. I/We agree this guarantee shall not be affected by any changes in the constitution of the Company or the Guarantor(s) by way of reconstruction, consolidation, absorption, merger or amalgamation.